Sec. 441.
(1) Each outstanding share is entitled to 1 vote on each matter submitted to a vote of the shareholders, unless otherwise provided in the articles of incorporation. A vote may be cast either orally or in writing, unless otherwise provided in the bylaws.
(2) Other than the election of directors, if an action is to be taken by vote of the shareholders, it shall be authorized by a majority of the votes cast by the holders of shares entitled to vote on the action, unless a greater vote is required in the articles of incorporation or another section of this act. Unless otherwise provided in the articles of incorporation, abstaining from a vote or submitting a ballot marked "abstain" with respect to an action is not a vote cast on that action. Unless otherwise provided in the articles, directors shall be elected by a plurality of the votes cast at an election.
History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1988, Act 58, Eff. Apr. 1, 1988 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989 ;-- Am. 2006, Act 66, Imd. Eff. Mar. 20, 2006 Compiler's Notes: Section 2 of Act 58 of 1988 provides: “This amendatory act shall not apply to any domestic corporation before June 1, 1989, unless the corporation's board of directors adopts a resolution, pursuant to this section, electing to have this act apply to the corporation. The resolution shall specify the date after January 1, 1988 and before June 1, 1989 on which this act will apply to the corporation. The resolution shall be filed with the department of commerce, corporation and securities bureau, on or before the date that the act will apply to the corporation.
Structure Michigan Compiled Laws
Act 284 of 1972 - Business Corporation Act (450.1101 - 450.2099)
284-1972-4 - Chapter 4 Shareholders (450.1401...450.1497)
Section 450.1401 - Meetings of Shareholders; Place.
Section 450.1402 - Annual Meeting of Shareholders.
Section 450.1403 - Special Meeting of Shareholders.
Section 450.1406 - Meeting of Shareholders; Duties of Chairperson.
Section 450.1406a - Electronic Transmission as Notice; Consent.
Section 450.1407 - Corporate Action Without Meeting, Notice, or Vote of Shareholders.
Section 450.1411 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1412 - Fixing Record Dates for Certain Purposes.
Section 450.1413 - List of Shareholders Entitled to Vote.
Section 450.1415 - Shareholder Meeting; Quorum.
Section 450.1422 - Irrevocable Proxy.
Section 450.1423 - Revocable Proxy.
Section 450.1431 - Inspectors at Shareholders' Meetings.
Section 450.1432 - Procedure Recognizing Beneficial Owner of Shares as Shareholder.
Section 450.1441 - Voting by Shareholders.
Section 450.1442 - Voting as a Class or Series.
Section 450.1444 - Voting Shares Standing in Name of Another Corporation; Voting Pledged Shares.
Section 450.1445 - Voting Shares Held by Representatives or Fiduciaries.
Section 450.1446 - Voting by Joint Tenants or Tenants in Common.
Section 450.1447 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1447a - Voting Shares Owned by Second Corporation.
Section 450.1448 - Voting of Redeemable Shares.
Section 450.1451 - Cumulative Voting.
Section 450.1455 - Articles Control Where Voting Requirements Exceed Those of Act.
Section 450.1461 - Voting Agreements Between Shareholders.
Section 450.1463 - Repealed. 1997, Act 118, Imd. Eff. Oct. 24, 1997.
Section 450.1466 - Voting Trust Agreement; Certificates.
Section 450.1468 - Extending Duration of Voting Trust Agreement.
Section 450.1471 - Shares as Personal Property; Shares Transferable.
Section 450.1481 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1485 - Corporate Books, Records, and Minutes.
Section 450.1488 - Shareholder Agreement.
Section 450.1489 - Action by Shareholder.
Section 450.1491 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1491a - Definitions.
Section 450.1492 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1492a - Commencement of Derivative Proceeding by Shareholder; Criteria.
Section 450.1493 - Repealed. 1989, Act 121, Eff. Oct. 1, 1989.
Section 450.1493a - Commencement of Derivative Proceeding by Shareholder; Criteria.
Section 450.1494 - Stay of Derivative Proceeding; Condition.
Section 450.1495 - Dismissal of Derivative Proceeding; Determination.
Section 450.1497 - Termination of Derivative Proceeding; Order of Court.